Calamity Shift
by Projekt-Z
Summary: Takes place before and during BlazBlue Continuum Shift. Zell oc is mine. Reviews are appreciated.
1. Chapter 1

**Chapter One - The New Cadets**

There were two strange boys that appeared in the City of Torifune. One was a Beastkin, a wolf type. He was 5'10" and was very tanned. His hair glimmered and appeared as though it was an exact replica of a campfire, except it was red like his fuzzy tail. The boy's accomplice, was a 6' pale skinned boy with dark almond colored eyes, and a deep blonde, and brown hairstyle that resembles that of Jin Kisaragi. He even had glasses as well, but his were the large thin-rimmed circle type glasses. This boy was named Kazuki and he was Zell's best and only friend. The two boys had been something similar to nomads. They had no real home and they were constantly on the move. They were one of the rare cases of scouts looking for them, and when the scouts approached the two boys, they were happy to accept the privilege of attending the NOL's Military Academy, but now Zell is starting to have second thoughts.

"Hey, Kaz... You do realize that I'll be going through hell here, right?" Zell sighed and hauled his backpack over his shoulder and looked at the city of Torifune growing larger and larger in his window.

"Well, yes but you must come to the realization that we have no place to go, and that we will have a home here." Kazuki replied simply with his eyes closed and his head bowed slightly.

"Of course. That's the main reason I accepted this preposition, but I forgot that there will be loads of noble children here. They all will try to down me and what not. You saw how the adults treated us because of me." Zell stated dully and rested his head on his cheek and looked out the window solemnly.

"Yes, but you should realize that there are people as well as children and those of our age that will not look at you as a Beastkin, but as a person. I bet someone would even love to mess with that tail of yours." Kazuki smirked at his own words, and knowing that his best friend had a point, Zell nodded in agreement.

"We'll be stop and coming for landing and docking soon, so be ready you two," A female sated and came in to check on the two boys.

"Thanks for the update. I guess this was how it was supposed to happen." Zell sighed and closed his eyes slowly, trying not to imagine how he would have to behave around the nobles.

"We'll arrive tomorrow. That's when the school year will officially start. We'll have to attend the orientation. It's mandatory for all students... Let's hope this will end better than all of the other encounters..." Kazuki stated in little less than a mumble to himself as he watched the sky slowly turn into the ambient violet color signifying the start of nightfall.

A blonde haired girl sat atop a hill overlooking the City of Torifune and she scribbled some words onto a piece of paper.

"Little kitty, little kitty, why do your whiskers extend out so far?" The girl read the poem to herself and smiled a bit.

"Hmm, so what should come next? I think 'Meow meow mew', or maybe 'Mew Meow Mew'? Hmmm... this is a bit harder than I thought, but this phrase is crutial to the poem." the girl mumbled and placed her pencil in her mouth, thinking of what to write next, when her heard a loud whoosh noise form over her head. She looked up quickly to see what the source was and sighed.

"...Looks like the scouts came back. How many new students did they scout for this time I wonder..." The blonde went into another thinking pose and the wind picked up and blew her poem out of her hands.

The girl hopped up quickly and began to chase after the little piece of paper as it blew through the wind. The girl followed the paper until it was caught by another blonde, a young boy who looked to be her age and he wore square framed glasses. The paper was crumpled in his hand and he hadn't read the paper just yet.

"...Please, can I get that back...?" The girl exhaled and slumped into a bowing position, trying to catch her breath.

"Is this yours? You should really be careful up here. The wind tends to pick up at random around this altitude." The boy looked at the paper in his hand and then to the girl.

"What's your name?" The boy asked and looked to the girl and pushed his glasses to his face.

"My...my name is... Noel... Vermillion... That... is my paper that you have... Can i get it back?" Noel replied shyly after catching her breath.

"Hmm... you must be one of the new cadets here? Be careful next time, okay?" Jin stated and handed the paper to Noel.

"Y-yes.. that's correct." Noel stammered and stared at the ground, then she slowly raises her head to realize who was she was talking to. "Oh! You're the Student Body President, right? Jin Kisaragi?"

Jin says nothing, he only gives a startled expression. Noel is at a loss for words, and Jin mumbles something to himself.

"...So are you a first year here?" Jin asks, changing the subject.

"Y-yes... I am..."

"You were the one who ranked the highest on the Ars Magus Aptitude test. That's pretty impressive, you know." Jin stated with a smirk.

"No, no. You've got it all wrong... That seems like the only thing that I'm good at... heheh..." Noel smiles timidly and giggles softly.

Jin looks at his watch and starts for Torifune. "I seem to have lost track of the time... I must go now. Excuse me."

"M-Mr. Kisaragi?" Noel calls out and stops Jin.

"Yes? Is there something else?" Jin asked and turned around to face Noel.

Noel looks at the paper crumbled up in her hands. "Uh..."

"...Sorry for crumpling your paper..."

"It's nothing... and thank you..."

"It's nothing. Later."

"Yes... Good bye..."

Jin leaves and Noel sighs in relief. "I never expected to run into the student body president here..." Noel puts her index finger on her bottom lip and ponders for a second. "I wonder what was the matter... He seemed pretty aggravated... Did I bother him in some way?" Noel sighs and plops down onto the grass. The wind gusts up again and shakes the trees over her head. Her head begins to hurt so she starts for the Military Academy.

Once inside the academy, Noel holds her stomach and her head. In the midst of the pain, she hears a voice in her head, then she collapses.

Noel awakens in a room with three beds and is being tended to by a girl with red hair and blue eyes. She feels dazed and a bit faint as she raises her head to see the girl.

"Are you all right?" the girl asks.

"...Oh, yes, I'm fine... Thank you..." Noel replies quietly as she sits up on the bed.

"Can you stand up? Here I'll help you." The girl offers Noel her hand.

"I'm sorry that I've caused you trouble." Noel bows her head and takes the girl's hand.

"Uh, I think you are to thank someone who assisted you, not apologize. You did nothing wrong." The red haired girl replied with a soft smile.

"Ah, Right. Forgive me." Noel speaks softly, The girl sighs and Noel adds, "uh, I mean... Thank you..."

"Oh! I haven't introduced myself. My name is Tsubaki, Tsubaki Yayoi."

"Yes, My name is Noel Vermillion."

"Ah, my prospective roommate. I look forward to spending more time with you." Tasbaki stated somewhat dryly.

"Yes, myself as well... and when you said 'Yayoi' did you mean as in the family from the Duodecim?" Noel asks.

"Mmhmm. Yes that's correct." Tsubaki replies with a curt nod.

Noticing Noel's reaction Tsubaki quickly adds, "Ah, Noel... Don't concern yourself with families or histories. We are attending the same Academy, right?"

Noel is taken aback by this for a second. "Y-you're right... I'm sorry..."

Tsubaki tries to hold back a sigh, "You don't have to apologize, you know."

There is an awkward silence between the two, Noel isn't looking Tsubaki in the face, she looks as if she is about to cry. Then suddenly the third roommate enters the room. The girl who walked in was a beastkin, squirrel type and her big brown eyes were squinted, hinting that she wasn't in a good mood.

"Hey, you mind NOT blocking the way in?" She states in an annoyed type of tone.

Noel jumps and quickly moves away from the entrance. "Oh, I'm very sorry! I didn't mean to..." She puts her head back down.

Tsubaki smiles, trying to be polite. "You're our third roommate, correct?"

The squirrel beastkin says nothing as she looks at Tsubaki.

"Nice to meet you, I'm Tsubaki Yayoi."

"Yeah, I figured that out from reading the dorm assignment sheet. You're the daughter of the Duodecim, right?" The squirrel folded her arms and rolled her eyes.

Tsubaki says nothing this time.

"I'm Nanaya." The squirrel says bluntly.

"Nanaya?" Tsubaki repeats the name, question in her tone.

"...Get out of the way." Nanaya glared at Noel who jumps quickly out of the squirrel's way.

"I'm sorry!" Noel states loudly as she moves.

Nanaya throws her baggage onto the bottom bunk and heads back towards the door.

"You know there's a mandatory orientation for all new students. Where are you going?" Tsubaki asked as Nanaya put her hand on the doorknob.

Nanaya sighs agitatedly, but says nothing.

"...Uh, Nanaya?" Tsubaki calls softly.

"Do you mind?" Nanaya responds in a snappy manner and exits the room. Tsubaki says nothing then she glances at the clock.

"Oh my! We only have ten minutes! Noel, if you aren't feeling your best then I'll tell our RA." Tsubaki turns to Noel and gives her a caring look.

"...I'm fine. I think I can make it..." Noel replies a bit slowly.

"I see. Well, shall we? Don't want to be later on the first day. We'll have a lot more obstacles you know." Tsubaki stated with a bit of motherly care in her tone.

Noel nods and follows Tsubaki and they head to the orientation.

"Jeez what the hell was her deal?" Zell grumbles as he walks past Noel and Tsubaki, rolling his shoulder.

"What happened?" Noel was the first to notice, the boy's injury.

"It was that squirrel. She was like a freaking Rhino. What got her nuts scrambled?" Zell looked back, rage flashed in his eyes and he folded his arms.

"We don't know either, and we're her roommates." Tsubaki replied and peered down the hall in the direction the wolf boy had just come.

"A-are you like her?" Noel asked, shyness apparent in her tone as she looked at the boy's tail and noticed that it was rather soft looking and shiny from the sunlight.

"Well, I'm a... Never mind. You're gonna be late for the orientation if you just stand there like that." Zell replied with his dry tone returning as he headed for the orientation room himself.

"He's right Noel. Let's go too." Tsubaki looked at Noel and started after Zell.

"Yeah..." Noel replied with a dreamy sigh and started behind Tsubaki as well.

Several classes and days later, in a classroom, there stood Nanaya and some other students, Zell was in a corner observing the squirrel. One girl shouldered Nanaya in her back as she walked past, knocking Nanaya to the ground.

"Oops, didn't see you there." The first girl said with sarcasm dripping from each word. Nanaya said nothing, she simply sighed and let it happen.

"Oh, did you scrape your knee?" a second girl mocked as small trickles of blood ran down Nanaya's leg slowly.

"Wow, Nanaya! I didn't expect your blood to be red!" A third girl added with amusement.

"Well, isn't that something." The first girl chimed in with a sinister smirk on her face. All three girls laughed mockingly at the downed Nanaya.

Nanaya simply sighed once again and closed her eyes. _"How disgraceful... These stupid humans... seeking out the weaker ones so they can harass them just to sustain their own pitiful identities. They mistake the power of numbers for that of their own."_

Zell simply looked on from the distance, he knew how it felt to be the one people constantly picked on, and growled out of sympathy for Nanaya. He growled a low growl that only she was able to hear.

Nanaya smirked and shot back, "What? Your eyes that bad or something? Need money for glasses?" A smug look on her face as she stood back up, starting to walk away from the three girls.

The first girl looked apalled. "How dare you! WE don't need any of YOUR charity! You... you filthy beastkin!"

Zell closed his eyes and clenched a fist at the phrase "filthy beastkin" he took a deep breath and continued to look on.

Nanaya gave a sly smirk and replied with another crack. "Hmmm... You've a point there. You face needs more charity than I could ever give. I seriously doubt anyone can do something about that."

"What was that?" The first girl was getting pretty heated up at this, Zell smirked to himself and nodded.

"You'd better take that back!" The second girl added, with malice now in her words.

The first girl pulls back her hand, open palm, and attempts to slap Nanaya. Nanaya, whose reflexes are significantly higher than that of the girl's, simply sighs and decides to take the hit. "...Seriously?" is all Nanaya can say before someone jumped in between them. It was a girl.

The girl was Noel Vermillion. Nanaya gives a shocked look to what has just happened. Nanaya jumps and evades the girl's attack with ease and was even unaware that she had done it, and looks to see the girl falling into a stack of desks in a nearby corner.

The second girl sees what has transpired and cries out in horror, Nanaya and her two "saviors" say nothing as the girl makes impact with the desks.

"Oh my-! Y-your face is cut!" The second girl yells and points to the afflicted area on the first girl's face.

The second and third girls both face Nanaya. "What's your problem! She didn't do anything to you!"

"...Huh, so your blood's red too? Your heart's so black, that I was seriously expecting something else." Nanaya replied smugly and with a good grade of sarcasm.

The girls are surprised by the remark and they all give questioning looks to Nanaya. "You bitch!" The three girls call out at the same time. Then, Tsubaki enters the room.

Tsubaki looks at the girl on the ground and notices her bleeding cheek. "What happened here?"

The girl on the floor cries, "It was Nanaya! She-"

The second girl finishes, "Nanaya pushed her over and hurt her."

Tsubaki is taken aback by the statement and the third girl adds, "We didn't even do anything to her."

Nanaya says, "You mean, you COULDN'T do anything, right?"

Tsubaki looks to Nanaya and asks "Is this true?"

Nanaya cocks and eyebrow and scoffs, "Tch, who knows?" she shrugs.

Tsubaki get a bit angry with Nanaya and states firmly "Answer the question!"

Nanaya folds her arms again. "What's your deal! You just barge in here and start yelling at the top of your voice? Who put you in charge huh?"

Tsubaki regains herself and sighs. "I apologize for raising my voice, but violence isn't the answer."

"Oh ho! The classic 'violence' speech! Yeah yeah, I know this already. I was the one who was wrong! It's the beastkin's fault, am I right? It's always the beastkin! Can we get on with our lives now? Sheesh!" Nanaya rolled her eyes and crossed her arms at the end of the statement, Tsubaki looked a bit disapproving.

"...Nanaya..."

The three girls start bombarding Nanaya with threats and demands for an apology, when Zell and Noel both make thier way to the center of the crowd.

"I saw the whole thing..."Noel stated a bit shyly.

"I was over there when they started it." Zell points to the corner where he was, then folds his arms and closes his eyes.

"Then tell us what really happened then." The first girl, with the cut cheek demanded.

"We're the one's who're injured and it's all because of that savage beast over there! There's nothing more to talk about!" The third girl yelled and pointed at Nanaya.

"B-But... I saw it all with my own eyes. Nanaya isn't the one at fault here..." Noel stated, fighting the urge to whimper and cry with each word she spoke.

"You three are the one's who started it. You want to inflict pain, but never wish to take your consequences. This is your karma getting in your asses." Zell stated and gave all three girls death glares.

"You're a beastkin too! It's only natural for you to side with your own!" The first girl barked at Zell.

"Oh, really? Like you don't do the same thing." Zell replied dully, the girl's insults no longer getting under his skin.

"Noel, why are you siding with these... these... barbarians!" the second girl squeaked in astonishment.

"No one's ever even heard of the Vermillion familiy. So what does it matter any way?" The third girl shrugged and smirked at Noel's reaction.

"You'd do well to mind your place. You shouldn't even have the right to speak to us right now." The first girl added.

"B-But... I-I..." Noel stammered, unsure if she would be able to handle any more insults from the three girls, she just stopped talking. Zell looks at her eyes, and she accidently meets his. He realizes that she is about to cry, and he places a kind hand onto her shoulder before she can start weeping in her hands.

"Silence!" Tsubaki finally barked, her frustration finally let loose.

"I'm sorry Tsubaki! I didn't mean-" Noel speaks quickly, being careful to avoid further problems.

"I didn't mean you, Noel." Tsubaki states in a more calm tone.

"Uh, what?" Noel asks, looking very confused.

Tsubaki glares at the three girls. "I can't stand the sight of your deformated mouths from all of the foul language and your eyes sunken from looking down on others. I feel sorry for your so called 'family names'."

The three girls gasp collectively in shock of what they have just heard. Zell looks to Tsubaki and is impressed with what he sees. Nanaya smiles to herself as well.

"Isn't that all that you care about? One's heritage and species. Why don't you just go and ponder how lucky you are?"

"That was uncalled for..." The first classmate states, in a sad tone.

"J-Just becuase you're a Duodecim!" the third girls added

"Indeed I am, but that's also why I chose my actions carefully. I do not wish to smear my family's image." Tsubaki replied with great courage in her voice "The Duodecim doesn't exist to down others. In fact, we are to sustain peace and order in the world. We wish for a world free of conflict. We are at the frontlines for this struggle, we must set the example for the others... At least this is what I believe." Tsubaki spoke sternly, her eyes never wavered or courage diminished, not an ounce of doubt on any of her words.

"...Can I leave now?" Nanaya asks and exits the class quickly. Zell says nothing as Noel and Tsubaki call her name as she leaves.

"I need to disappear. If I can do that, then there won't be any more problems..." Nanaya mumbled as she left the room. No one heard this except Zell. He sighed when he heard these words.


	2. Chapter 2

**Chapter 2 - The Punishment**

_**A/N: Kazuki is Male, for those who may have been confused...**_

"Jin, I just want us to be friends..." Tsubaki sighed and sat down at the desk next to the Student Body President.

"Well, Tsubaki, you can't just 'assume' that she will understand you. You have to talk to her honestly. Like what you just told me." Jin replied with a soft smile that seemed to raise Tsubaki's spirits all at once.

"Thank you Jin. I'll go and do that now." Tsubaki smiled back at Jin before departing to find Nanaya.

"...But, Tsubaki... You will never be able to understand anyone but yourself. Everything else is... all lies..." Jin mumbled after Tsubaki left the room.

* * *

><p>Somewhere in a forest near a cliff Tsubaki and Noel were searching for Nanaya. They were told that someone had seen her head in the direction of the forest, little did they know that someone else was already hot on her trail.<p>

"Nanaya! Nanayaaaaaaa!" Noel called out in between pants and gasps for air.

"Nanaya! Please answer us...! Oh, this isn't good... It's getting dark out here..." Tsubaki sighed and propped herself up by leaning on a tree.

"Noel, are you alright? Would you like to rest for a minute?" Tsubaki asked, a bit of concern in her voice as they continued into the forest.

"…NO, I'm fine. We need to worry more about Nanaya." Noel sighed and stood up again, trying to look tough.

"True, but we need to hurry. It's getting dark; we'll need to head back to the Academy soon." Tsubaki looked around the forest, looking for a way out as she continued her search with Noel.

The two girls searched for two more hours and ended up at the end of the forest. Noel was walking aimlessly toward a cliff, still calling Nanaya's name.

"! Noel! Look out!" Tsubaki called out as she caught sight of where Noel was headed.

"Huh? ! Oh,NO!" Noel looked back at Tsubaki, and then she tipped over the edge of the cliff.

"NOEL!" Tsubaki yelled and horror flashed across her face as she saw Noel flailing about, trying to grab onto something, Tsubaki dashed for Noel's arm and dove to catch her.

Tsubaki caught Noel's hand and sighed with relief. She smiled at the scared girl to reassure her that she was safe, and proceeded to pull her up. There was a crumbling noise shortly after that.

"Hey! Watch out!" a voice called out; catching the attention of Tsubaki and Noel, it was Nanaya.

Nanaya dashed to help the two girls get up, but it was too late. The cliff had given way just as she reached Tsubaki and Noel. The three girls were in free fall now. Noel had fainted and Tsubaki closed her eyes. There was a loud crashing noise, followed by a single thud.

Tsubaki and Noel each opened their eyes slowly. "Ow… huh? I-it doesn't hurt? But…" Noel gripped her head but put it down when she realized there was no pain.

"…We… aren't hurt? But how?" Tsubaki looked dumbfounded, and apparently didn't notice the person she and Noel were sitting on.

"Ugh, Can you guys get off of me?" Nanaya groaned from beneath the two girls.

"! N-Nanaya! What're you doing down there?" Noel asked quickly, shocked that she was sitting on the person she was looking for.

"…You... guys are WAY TOO HEAVY!" Nanaya managed to yell as the struggled to her knees with Tsubaki and Noel still on her back.

The two girls, Tsubaki and Noel, stood slowly and observed the little area they were in. It was a small metallic box-like area. The temperature was surprisingly low, and slowly decreasing.

"I-I-It's… s-s-soooo… c-c-c-coooollllld-d-d-d…" Noel shivered rather heavily and was barely able to speak.

"Huh? If it's cold, then… the ars magus isn't reaching us here?" Tsubaki looked up and took a step, she winced as she landed the step, she twisted her ankle in the fall.

"We're in the abandoned district; those hocus pocus ars magus don't reach down here." Nanaya stated and stretched a little as she stood.

"If we stay here any longer, then we might freeze…" Noel shivered and huffed into her hands to keep them warm.

"Come here Noel…" Nanaya sighed and Noel looked at her with a ton of confusion on her face.

"Hu-Huh?" Noel asked, obviously preoccupied with her current situation.

"Come here, and hold on to my tail." Nanaya stated dully.

"O-okay…" Noel complied with Nanaya's demand and began to slowly stoke the puffy tail.

"See? My tail's warm, it should help for a while." Nanaya sighed and a small cloud escaped her lips.

"Th-thanks, Nanaya." Noel stammered and nestled herself as close to Nanaya's tail as possible.

"It's… nothing…" Nanaya stated and hid a smile as she looked at Noel, who appeared as a sleeping child with a stuffed animal.

"Well, I guess I'll go and look for help, you two stay here." Tsubaki stated and attempted to stand.

"I wouldn't do that if I were you. You sprained your ankle right? You shouldn't push yourself." Nanaya stated and gave Tsubaki a warning glare.

"Right, but how will we find help?" Tsubaki asked as she took a seat on a metallic box.

"Well, that's simple-" Nanaya began, but was interrupted by three voices.

"I hear something down here guys." a dulled voice stated, the girls recognized the voice as the Wolf-type Beastkin, Zell.

"It's Zell! We're saved!" Tsubaki cheered and hopped on her feet, but winced and stumbled after a few jumps.

"I wouldn't be so cheery you all." Another voice called out, it was the relaxed voice of Jin Kisaragi. He peered with Zell down into the area that the three girls were in.

"...Wow, those two look sooooooo cooooooool!" Nanaya sighed as she looked at the moonlit figures of Zell and Jin.

"Guys, I take it that you found them?" Kazuki asked with small in between breathes as he met with the rest of the rescue team.

"Yeah, we've got 'em Kaz. Jin, what do you suggest we do to get them up?" Zell asked with little emotion in his voice.

"...See if you can get Noel and Nanaya... I'll see if there's something we can do for Tsubaki seeing as her ankle's sprained." Jin directed and Zell nodded and slid down one of the walls of the small area and landed smoothly.

"Well, you heard the President. Now on my back, Nanaya. I'll carry Vermillion." Zell stated and picked up the sleeping teen and held her bridal style.

"Roger, and Uh, I'm sorry for bumping you on the first day... I was kinda in a bad mood." Nanaya smiled sheepishly and approached the Vice President.

"Don't worry about it. You're coming punishment will pay for it... heh." Zell smirked and crouched a bit so Nanaya could piggy back on him. _"They're both so light... It's kind of interesting... I wonder if this'll work..."_ Zell thought with a sigh and fire burst from the soles of his shoes and he slowly began to rise out of the hole.

"Ha... Haha... This is cool!" Nanaya geeked out for a second before she realized what just happened.

"The council already knows. I'll be serving the same punishment as you all." Zell stated before Nanaya could say anything further.

"Hey, Tsubaki, get on this makeshift lift. It should allow us to pull you up." Kazuki stated as he lowered a metallic plate, attached to some metallic cable, down into the hole for Tsubaki.

"Thanks, Kazuki!" Tsubaki called up as she caught sight of the lift and limped carefully towards it, being sure not to make a wrong step.

When Jin returned with the remaining council members, they were surprised to see the two boys and the three girls in question. The group of five, except for the sleeping Vermillion, stood at attention to await their next orders.

"You all are to return to your dorms and there you will be allowed to rest, and your judgement shall be decided in the following dawn. Dismissed." The tallest of the council members stated and the students all complied with a nod and salute, excpet for Zell, as he was holding Noel.

* * *

><p>Inside the girl's dorm, Noel was just starting to wake up. She yawned and stretched her petite body and looked at Nanaya and Tsubaki dully before realizing that she was in a load of trouble.<p>

"Uh, how much trouble are we in?" Noel asked in a softer voice than what her usual tone was.

"I don't know, but I don't think it'll be as bad as we think..." Tsubaki sighed at her own words, hoping they would come true.

"Oh, well, I honestly don't think we even deserve to be punished! We did nothing wrong. Especially you two. You were looking out for me, and this is what happens." Nanaya folded her arms and huffed like a child who was denied of an extra dessert.

"It won't be that bad, Nanaya. It was there misconceptions, and prejudices of the higher ups that caused this." Tsubaki stated, then a knock was heard at the door.

"Oh boy..." Noel and Makoto whimpered at the same time, equally afraid of their next incident.

Tsubaki took a deep breath and opened the door, on the other side there stood Zell, Kazuki, and Jin.

"Well your punishment has been decided. Meet us in the conference room in five minutes to know what it is. Understood?" Jin stated and gave a glare mixed with pride at Zell. Zell noticed the look and nodded and departed to the confrence room, Kazuki followed with the same look from Jin as well.

"Understood, Jin, sir." The three girls nodded as the door slid shut and they turned to each other with giddy looks that seemed to show the same thoughts. They all squeaked and jumped around for a second before they calmed down enough to go meet with Jin and the others.

"...So that's all they held against me? I'm quite honored." Zell stated as the three girls entered the room, then the three boys' eyes were on them.

"...You're late." Jin stated simply with his right hand on his hip and his eyes closed gently.

"S-sorry Jin... We had... uh, things to take care of..." Tsubaki stammered and averted her eyes from Kazuki's.

"It's alright. We aren't missing any important classes today, its our relaxing day. So let's fully discuss the terms of our punishment..." Zell stated and caught a nod from both Jin and Kazuki.

"First off, I want to congradulate Nanaya, for her astounding self control." Jin started and looked hard at Nanaya, gaining a soft blush from her.

"What did I do that was so spectacular? I didn't do anything..." Nanaya asked, regaining control of herself.

"I looked at your filles, you had the strength to take on three people and win, no sweat, but you didn't fight back, which was impressive." Jin noted and pushed his glasses up back onto his face.

"Well thank you, Mr. President." Nanaya gave a soft giggle.

"You two are in trouble for being off of the grounds afterhours. You two should know very well that we don't take lightly to that." Jin stated and turned his cool eyes to the Yayoi and Vermillion.

"I'm sorry, Jin, we both were concerned about Nanaya's well being." Tsubaki looked at the ground and felt ashamed.

"I know, you want to be a good example of what the Duodecim is supposed to be, and that seemed to effect the opinions of some of the council." Jin continued and Tsubaki gasped out of surprise that the council would notice something like that.

"And I know that Noel here has good intentions as well... So they just lumped her in with you, Tsubaki." Jin finished and looked at Zell.

"I made these shoes to harness the seithr, and the worked, but I was pending, and i had to prove some way that these aren't just weapons..." Zell gestured at his shoes, which had little blinkers on them. "So they decided not to kick me out... but put my punishment with yours."

"Speaking of which, what is our punishment?" Noel asked to no one in particular, but slunk back a bit when she caught everyone's gaze.

"You four will be on Cafeteria duty, until christmas break, so no more crazy antics, got it?" Jin stated and started toward the door. "You all will start tomorrow. Dismissed." With that he left the girls with Zelll and Kazuki.

"...I think it's time I properly introduced myself to you all..." Nanaya stated in something similar to a shy manner.

"Huh? I thought you already did." Tsubaki stated with a confused look on her face.

"It's about time. I was wondering how long I would have to use your last name to address you." Zell chimed in with a sly smirk on his face.

"You knew? I thought that was her first name..." Tsubaki sighed.

"Me...too" Noel chimed in softly.

"Well... wait... you guys didn't read the dorm assignment sheets?" Nanaya in a 'I-don't-believe-this' tone.

"We did, but we still thought that..." Tsubaki smiled weakly at the squirrel.

"Ugh, you guys can be dense sometimes." Nanaya face plamed at what she just heard.

"I have to give the squirrel her points on this one." Kazuki smirked a bit, trying to stop a laugh.

Tsubaki and Noel's eyes widened when they heard that. "Y-you're a squirrel!"

Nanaya sighed and dropped her head in defeat, "You mean to tell me that you've never seen a Squirrel-type Beastkin before?"

"They haven't seen a Wolf-type either... didn't I tell you two that she was a Squirrel-type on the first day?" Zell crossed his arms and stood next to Nanaya.

"It doesn't matter. My real name's Makoto. Makoto Nanaya." Nanaya smiled softly and Zell stepped in front of her, and offered his hand.

"Nice to meet you, Makoto." Zell smirked and Makoto gave him a soft nudge, then the silence returned.

"Makoto?... Makoto..." Tsubaki and Noel repeated her name several times, then Makoto winced a little as they approached her.

"F... Friends?" Makoto asked sheepishly.

"Friends!" The three girls hugged each other and began to laugh in the confrence room.

"Well, I'm gonna go get some food. I'm hungry, and I wanna see how the beef tastes here..." Zell started towards the exit.

"Wait! Makoto and I'll go with you!" Noel smiled and draped herself on Zell's left arm, where his tail was angled, and she began to stroke it softly. Makoto followed suit and waved her tail in his face.

"Yep. Let's go. I'm starving too." Makoto smiled and wagged her bushy tail happily.

Tsubaki gawked at what just happened and Kazuki sighed. "Zell's gonna be in for it now." Kazuki smirked and pushed his glasses onto his face and started out of the room as well, but was stopped by Tsubaki.

"Um, Kazuki? Wouold you mind if I joined you at Lunch?" She promptly avoided the gaze of the Jin look alike, and stared at the floor.

Kazuki smirked and replied, "I thought you would never ask. Come on, they're leaving us." Kazuki held out an arm and Tsubaki smiled and hooked her with his as they walked down the hall to the Cafeteria.

The five friends all sat at the same table, and despite their coming punishment, the five seemed happy. _"Looks like I won't have to disappear for things to be alright... They've already started to get better now..."_ Makoto thought to herself as she looked at Noel's childlike eyes as they followed the shimmering fur of Zell's tail. The group laughed at her face and they all could tell they were gonna have a good time in one another's company.


	3. Chapter 3

**Chapter 3 - Another Recruit**

A week had passed since the girls and Zell were placed on Kitchen Duty, where they were to cook and clean the kitchen every day for the students' use and enjoyment. Today was another break day, when all students who were doing jobs around the school would be allowed the day off. Makoto, Tsubaki, and Noel were all in an empty conference room talking amongst themselves.

"Oh boy, Noel, you should've heard yourself last night!" Makoto laughed, Tsubaki smirked a bit, hiding a giggle as she knew what Makoto was going to do next.

"W-What do you mean, Makoto? Was I snoring again?" Noel turned away from the board that she was drawing on to face her friend, a blush flashed across her cheeks.

"Well, I can deal with snoring, but last night you were off the wall, heh. I wonder what goes thorugh your head when you sleep sometimes." Makoto crossed her arms and turned away from Noel in order to hide a big grin she had on her face.

"Wh-what are you talking about Makoto? I wasn't talking in my sleep... was I?" Noel's eyes grew a bit larger as she pointed to herself in disbelief.

"Yep. You were talking in your sleep. And you wanna know know who you were talking to?" Makoto snickered with her back still turned to Noel.

"Wait, Tsubaki is it true? Was I talking in my sleep?" Noel turned to Tsubaki, hoping Makoto was just playing a joke on her again.

"Yeah, Noel. This time you were." Tsubaki tried to sound solemn, but she smiled and faced the ground to hide it more.

"So... uhm, who was I talking to?" Noel gulped hard and prepared for the news, her face was as red a a beet.

"...Zell... You were making all types of noises and whatnot too. You woke both of us up with it." Makoto was snickering hard and covered her mouth to help contain herself.

"Eh! Ts-Tsubaki, please tell me I didn't!" Noel squeaked and her eyes got bigger.

"Well, actually..." Tsubaki started to say, but stopped speaking when the door to the room was opened.

"So, yeah. I made the desserts yesterday. Did everyone like them?" Zell asked the boy next to him.

The boy was half Zell's size and had blonde hair parted two ways on his head, and large thin rimmed circle glasses. He nodded to what Zell had asked and pushed his glasses onto his face.

"Yes, indeed. I assure you that the whole school was quite pleased with your work in the kitchen." The little boy spoke and re-adjusted the textbook that was in his left hand.

"Oh! Hello, girls. This is Carl, He's from the elementary academy. He got promoted, and I was giving him a tour yesterday." Zell noticed the girls and the looks on Makoto's and Noel's faces.

"Uh, is something on my face?" Carl's eyes flashed with a small bit of fear as Makoto charged at him.

Zell, foreseeing something like this was to occur, stepped in front of Carl, serving as a cement wall as Makoto collided with his upper body with a loud thud.

"Ouch, hey Zell, scoot over. I wanna welcome the new guy." Makoto rubbed her head and stood again.

"Not until you tell me why Noel's... uh, looking like that..." Zell raised an eyebrow at the Vermillion child, pointing out that she was staring hard at the ground with a face as red a molten magma and both arms were on he chest and she looked like she was going to faint.

"Huh? Oh, She just had a dream about-" Makoto stated casually, very good at hiding most of her feelings, and was cut off by Noel and Tsubaki simultaneously.

"PANDAS!" The two girls blared, shocking Zell so he took a step back, and Carl's face looked like he saw a ghost.

"Well, that's nice. So Carl, these three are Tsubaki, Noel and Makoto." Zell getsured to each girl respectively then placed a hand on Carl's shoulder.

"Where to next, Mr. Zell?" Carl asked, regaining his cheery voice as he looked up at the bronzed Beastkin.

"I think this is the last stop. We are at the confrence rooms, I was told to stop the tour here. Do you wanna go out and get some air?" Zell replied and looked at Noel, then turned his gaze to Carl.

"Sure. Let's go." Carl replied with a smile, then he and Zell proceeded out of the conference room and toward the gates of the academy.

Makoto nudged Noel, gettting her attention, then nodded her head in Zell's direction. Noel squeaked and shook her head "No" quite furiously, but Makoto grabbed her by the wrist and proceeded to drag her out of the room, and after Zell and Carl. Kazuki entered the room and glanced at the two girls as they went down the hall.

"...Hey, Tsubaki. Are you all right?" Kazuki asked, noticing Tsubaki's face was turning red.

"Y-yes... I'm fine... pfffftttt..." Tsubaki was trying to stifle a laugh, but burst out loudly and was rolling on a nearby desk.

Kazuki raised an eyebrow over his glasses as he watched Tsubaki laugh her eyes out. She was in tears from laughing so much. "Hoo, boy... I hadn't laughed like that in a long time. I'll have to apologize to Noel later." Tsubaki wiped a tear from her eye as she recollected herself and flattened out her skirt back to the way it was.

"Apologize to Noel for what?" Kazuki asked, his face still in the confused expression that it was in before.

"Makoto and I heard Noel mumbling Zell's name in her sleep last night, and other things, and Makoto and I woke up early and decided that Noel should learn about talking in her sleep. So we just told her what she said in her sleep, and coincidentally, Zell showed up." Tsubaki snickered at her explanation.

"You shouldn't do Noel that way you know." Kazuki replied and adjusted the arms of his glasses.

"I-I know, but I had to tell her... Makoto was trying to make a joke of it, and it was a bit funnier than I had anticipated, is all..." Tsubaki stated softly under the gaze of Kazuki. There was something about this boy that surpassed even that of Jin Kisaragi.

"Well, I doubt Noel would like the feeling of being the butt of all of the jokes, Tsubaki. You're not as gullible, but you still get gullible around Jin. He doesn't admit it, but there are things that he does to play with your emotions. Tsubaki, I-" Kazuki was cut off at that instant, and Tsubaki got into his face, rage flickering in her eyes.

"Jin would NOT try to play me for any of those other stupid girls here! He likes me above them, and he event told me that he did!" Tsubaki pointed her index finger firmly into Kazuki's chest, and steamed his glasses up as she attempted to prove Kazuki's accusations wrong.

Kazuki said nothing, he simply stepped back and took his glasses off, revealing his powerfully silent almond eyes, then he wiped the mist off of his glasses and turned to leave. He put his glasses on and approached the door of the conference room and put his hand on the knob. Suddenly he was wrapped in Tsubaki's arms and her head was pressed against his back.

"What are you doing, Tsubaki?" Kazuki asked in the same calm tone that he always possessed, and he gently grasped Tsubaki's hands with his own, noticing how soft her hands were.

"I... don't know... I'm sorry for blowing up on you. I just think of Jin so highly, he's got so much going for him... I like that about him, but I also... uh, I..." Tsubaki began to stutter and the heat on her face was rising, Kazuki could feel it in his back.

Tsubaki stopped talking, and loosened her grasp on Kazuki, and he turned around in her arms. She looked up into his glasses and her face began to turn red again. Kazuki smiled and Tsubaki slowly began to lay her head on his chest.

* * *

><p>Meanwhile, in the outer gates of the school, with Makoto and Noel, who were trailing Zell and Carl and approaching them with each passing second as the two boys neared their new destination, the fountain in the front gates. Carl was sitting on the rim of the fountain which had a crafting of the black beast being destroyed by humans, who were supposed to be the founders of the NOL. Zell was sitting on the ground next to the fountain with his right leg bent to his chest and his right arm resting on the knee. The two boys weren't oblivious to the followers they had, but paid them no attention, until now.<p>

"...And that's what I think being a Vigilante is like Carl." Zell stated and stared at the front gates and into the forest just beyond it.

"It sounds like it would be better than studying forever and being here. Don't you agree Zell?" Carl asked with a cheery childlike smile on his face.

"It does, but being in the NOL has it's perks as well." Zell stated with a nod in agreement to Carl's statement.

"Oh, really? Can you tell me some of the perks?" Carl asked and leaned forward a bit, showing his apparent interest in Zell's intellect.

"Well, for starters, when you become of age, there'll be cute girls chasing you all the time." Zell smirked at the dumb joke.

"Cute girls? Like who do you mean?" Carl asked, smiling at his older brother-like figure.

"I mean like these two, Noel and Makoto. But some other girls may take a liking to you Carl." Zell smirked as he spoke and took the two girls from behind the fountain's opposite end.

"Oh, but of course!" Carl laughed, and Zell and the girls joined shortly after.

"So why were you two following us?" Zell asked Noel and Makoto, but mostly Noel.

"U-uhm... We, uh..." Noel stammered under the gaze of the Beastkin male, when Makoto chimed in.

"I wanted to see you, but you were with cute little Carl here, so I made- I mean, _asked_ Noel to come with me." Makoto smiled a cheery smile, but blushed a bit when she caught Zell's ruby colored eyes with her own.

Zell smirked and cupped his chin. "Hm, I'll buy it, for now. Noel i didn't get a chance to brush my tail. Would you mind?" Zell asked and pulled out a bag and offered it to Noel.

Noel gasped and watched the Beastkin male wag his tail slowly, then she took the brush out of its bag and sat on the fountain and softly stroked his tail, and eyed it's shiny coat for a few seconds. Zell sat next to her and adjusted himself so that he had his back, and tail, toward Noel and he was facing Carl and Makoto, who decided to join them on the fountain's base. Noel snuggled with the wolf's tail, sighing at it's warmth and slowy and gently began to brush it.

"So, you guys know there's going to be a dance soon, right?" Makoto stretched herself out on a portion of the fountain as she asked.

"Hm, whatever for? I didn't think they'd do one so soon." Zell stated dully and looked back to find that Noel was blushing even more with her eyes closed.

"I dunno, but I don't really care. I think a dance'll be good for everyone." Makoto smiled at her own comment.

"Yes, it could be a good experience for myself as well. I think I'll take my sister to the dance with me." Carl mumbled a little and smiled at his own thoughts.

"It shouldn't be much of a problem, after all she could say she's chaperoning for you Carl." Zell stated with a nod of his head, then he turned to Noel.

Noel jumped and her face turned beet red once again, " D-did I... d-do something b-b-bad?" Noel jumped and accidentally hurled Zell's tail brush into the fountain. All four of the students looked as the brush sank to the bottom of the fountain.

"Uh-oh... Zell, I'm sorry! It was an accident! I-I didn't mean... to..." Noel whimpered as Zell got closer to her face with his own, his red eyes flickered with something, but Noel was too scared to try to find out what it was.

Makoto smirked and snickered, Carl simply watched closely, wiht his mouth open, and both noticed that Noel was now laying on her back on the railing of the fountain, and Zell was directly on top of her, similar to how a dog hovers over its master when the master returns from a long day. Noel looked at her postion and blushed harder.

"I think Noel likes it...!" Makoto snickered, and covered Carl's eyes from the spectacle.

"Hey, Makoto let me see! Move your hands!" Carl yelled as he flailed about, in an attempt to get free of Makoto's hands.

"You're too young to see this." Makoto stated quickly after Carl attempted to move her hands from his eyes.

"Z-Zell?" Noel blushed more when she felt his hand brush up her chest and onto her face.

"Noel, would you go to the dance with me?" Zell smirked and got off of Noel and brushed her cheek wtih the back of his hand.

"S-sure... I would love to..." Noel smiled and blushed then she walked toward the school with a dazed look on her face.

"Hahahahahahaha! Zell, I think you broke her!" Makoto laughed and stood and started to walk back to the school as well, but Zell grabbed her arm and whirled the Squirrel Beastkin around and into his arms.

"She's not the only one who'll be broke. You'll be as well, when you get to the dance." Zell smirked and exposed his canine teeth and stood Makoto back on her own two feet and almost immediately she let her mind whirl about what Zell meant by his last sentence to her.

_"I wonder what he will do? What did he mean by 'she's not the only one who'll be broken'? What is he gonna do?"_ Makoto fumbled with her thoughts as she made her way to her dorm, there she was greeted by her two friends, both just as baffled as she was about what was to occur at the dance.

* * *

><p>Zell and Carl were greeted by Kazuki shortly after Makoto had departed and the three boys sat on the fountain's base and they stared at the setting sun's orange sky.<p>

"So Zell, you know that dance's gonna be in the next week, right?" Kazuki chimed in nonchalantly and folded his arms.

"Why so soon? I thought it was gonna be held next month..." Zell brought his gaze to his best friend and wore a questioning look on his face.

"The President, Jin Kisaragi, convinced them to hasten the preparations and whatnot, so it's going to be next Saturday, instead of the 13th of next month." Kazuki stated, but didn't look at Zell as he spoke.

"So, Mr. Kazuki, would it be fine if I brought my sister along?" Carl had a somewhat hopeful look on his face as he asked this question.

"You could if you want, but you'll be responsible for her, as you are the only tie she would have to attend the dance." Kazuki gave a kind smile to the young child.

"Well, looks like we have to get ready to go. It'll be dark soon, and they don't want anyone out after nine..." Zell checked his watch and sll three boys stood to go back to their dorm rooms.

Zell and Kazuki both sat in their beds, obviously preoccupied wiht their own thoughts, Zell lay staring at the moon, and Kazuki stared at the celing. Both boys were wondering about how to go about surprising their dates for the dance. They only had a week, seven days, to find the best recipe for their success.


	4. Chapter 4

**Chapter 4- Preparations**

The Academy Dance was coming soon, and Makoto, Noel, and Tsubaki were almost done with their preparations; however, there was one problem.

"We don't have our dresses! Makoto! What did you do!" Tsubaki blared from in the bathroom, her figure draped in a towel and her hair covered in bubbles.

"Uh, hehe... I might have left them at the Tailor's building yesterday..." Makoto smiled weakly and sweat dropped, her orange bikini-like underwear, adorned with nuts, was visible through her silk robe.

"Ooooohhhhh... Makoto, you know that this dance is important to us. Isn't it important to you, too?" Noel whined as she lay on her bed with a fresh white towel over her head, and a pair of pink pajamas with pandas adorned over them.

"Well, it is, but I got distracted..." Makoto rubbed her hands together in between her legs as if she was hiding something.

"So what happened?" Tsubaki growled as she ran the water in the bathroom's shower.

"Uh, I... I ran into Zell... heh heh..." Makoto innocently stared at the ground and rubbed the back of her head. Her face was turning red as she recalled what happened the day prior. _"He almost broke ME yesterday..."_ Makoto sighed and tried to calm herself down.

"You saw Zell? What happened Makoto?" Noel snapped herself up on the bed, and her eyes suddenly glued to Makoto.

"...Well, I was going to pick up our dresses and I saw him at the suit shop with Kazuki." Makoto stated and sat on the edge of Noel's bed. At the mention of Kazuki, there was a loud thud in the bathroom and Tsubaki leaned her head out of the bathroom, her hair was dripping on the carpet that led into the bathroom.

"You saw Kazuki too! What were they talking about?" Tsubaki was uncharacteristically nosy about the dwellings of these two particular boys and gossip that she'd normally avoid with a passion, but Kazuki made her so intent on trying to figure out how his mind always was so calm, so she decided to keep up with his activities.

"Yeah, they were trying on some suits... and..." Makoto giggled to herself and blushed more.

"Makoto! Control yourself!" Tsubaki blared at the blushing Beastkin, noticing she was zoning out.

"S-sorry, Tsubaki... I have to keep that in check... but anyway, they were both trying on suits and Kazuki and Zell both were shirtless... hmm..." Makoto stated and closed her eyes and smiled, then she fell onto Noel's bed and giggled.

"Makoto! Spit it out! What happened that got you so distracted that you forgot our dresses?" Tsubaki growled as her wet hair dripped even more onto the carpet.

"They both were shirtless... and they were being measured in the windows, I could see both of them, but more of Zell, because he was closer..." Makoto sighed dreamily and smiled goofily.

Tsubaki said nothing; she simply blushed and returned to washing her hair. Noel smiled as well and sighed. The dress shop was right next to the suit shop and Makoto was so dazed that she went right past the dress shop.

Zell and Kazuki were in their dorm room as well, showering and relaxing from the long day of kitchen duty and sparring sessions. Kazuki was on his bed in a pair of monk styled pants and shoes, with his upper body exposed. Zell, who was shirtless as well, had a towel in his right hand, over his shoulder and his long shorts hung a bit from around his waist, revealing the elastic of his underwear. He was preparing for a shower when Kazuki decided to speak.

"Zell, what did you do to Makoto? I think she left something at the shop next door to the suit place." Kazuki asked as he stood to stretch his muscles out from the two boys' recent sparring session.

Zell stopped at the door and turned his head to his friend, "What do you mean Kaz? I didn't do anything to her." Zell shrugged as he tried to recall what Kazuki may have meant.

"The owner of the dress shop asked us to give Makoto, Noel, and Tsubaki their dresses. Apparently, they had some work done to their dresses and they were supposed to pick them up. Makoto walked right past the store." Kazuki fixed his glasses as he finished his statement.

"I don't mean to sound arrogant, but maybe she was busy thinking about my manly chest." Zell raised an eyebrow at his own remark then scoffed at the remark in the same instant.

"Heh, yeah, that would happen though." Kazuki noted with a smirk and lay back on his bed once more.

Zell said nothing, and then he went into the bathroom and ran the water of the shower. He sighed and removed his remaining clothes, and entered the shower, and then he closed his eyes slowly and sighed as the hot water of the shower beat upon his fairly sculpted figure.

"I think I'll go drop off Tsubaki's dress... I'll let Zell take care of Noel's and Makoto's dresses." Kazuki sighed and took a cream colored dress from a hanger and looked at the dress through its transparent bagging and he tried to imagine Tsubaki in the dress, and smiled to himself. He quickly threw on a T-shirt that had Haku-men of the Six Heroes on it and he took the dress to make his errand.

Kazuki started down the nearly empty hall toward Tsubaki's room, receiving several questioning glances from the remaining students, but he simply smiled, "It's for Tsubaki, she left it at the Tailor's yesterday..."

Tsubaki had just finished washing her flowing pink hair when there was a knock on the door. The only thing Tsubaki had on was her towel and Noel and Makoto had just left to get more towels, and she was expecting them back soon, so she just opened the door to her room and, when she saw it was Kazuki, she froze in her tracks.

"K-Kazuki... uh, what are you doing here?" Tsubaki blushed and stepped back a few steps and clutched her towel so that it wouldn't fall off of her figure.

"I, ahem, I was coming to deliver your dress for the dance..." Kazuki stated, his eyes were not visible, blushing so hard that the steam was clouding his glasses.

"Th-thanks Kazuki, I... I appreciate this... uh, e-excuse me..." Tsubaki stammered as she took the dress and quickly slammed the door in Kazuki's face.

"Well... That's a first... I'd never thought Tsubaki would get so... clumsy... She's usually so on top of things..." Kazuki sighed and recovered himself from what he'd just seen, or almost didn't see, and then as he turned the corner to go to his dorm, Zell approached.

"Hey, Kaz, you know where Makoto and Noel are?" Zell asked, dressed in a shirt that had Jubei of the Six Heroes holding his blade at the ready, and some of his signature long shorts on. He had Makoto's and Noel's dresses as well.

"I don't think they are in their room..." Kazuki stated, blushing a little as he explained.

"Crud, I'll go look for them tomorrow then. We'll have all day to do so." Zell shrugged and hoisted the two dresses over his shoulder and started back to his room with Kazuki.

"Yep. Or maybe they'll come looking for them as soon as they see Tsubaki has hers when they return." Kazuki stated his voice a bit shaky from the recent incident.

"Hmm, you have a point there..." Zell replied in soft thought as he noticed the shakiness in Kazu's voice. Zell knew there was only one thing that could do that.

"You saw Tsubaki naked?" Zell raised an eyebrow at his friend who blushed a bit more.

"N-not... exactly..." Kazuki pushed his glasses up and cleared his throat.

"Then you saw her in her underwear?" Zell smirked darkly at his friend with this accusation.

"N-no... She was in a towel..." Kazuki stated, trying to maintain his calmness, but Zell saw right though it.

"You can't hide it from me bro. I've known you longer than anyone else. But I respect the fact that you don't wish to embarrass her." Zell folded his arms and nodded to himself.

"I have respect for her, you know that. And I thank you for that." Kazuki nodded and started to calm down.

"It's not any trouble dude, but you might wanna worry about the gossip girls though." Zell stated and pointed to a small group of snickering girls in the corner of the hall.

Kazuki followed Zell's pointer finger to the girls and sighed heavily. "This will be resolved at the dance. I assure you."

Zell and Kazuki headed toward their room, casually talking about the dance and what they were thinking of doing tomorrow. Tomorrow was the day before the dance; the day most people were doing their last minute preparations. Zell and Kazuki only had to pick up their suits, then they would be all set for the dance. There was going to be high traffic in the morning rush, more so than it usually was, which meant that Zell was going to need all of the rest he could that night.

"Looks like tomorrow's gonna be hell on wheels." Zell sighed and changed into pajamas, which consisted of some sweatpants and a loose T-shirt.

"At least you'll be prepared for it." Kazuki stated and got into his bed.

As soon as both boys had their lights out and were in their beds, there was a knock at the door. Zell sighed and got up to answer the knock, it was Makoto and behind her was Noel. Noel and Makoto were both in pajamas. The two girls giggled and eyed Zell as he opened the door, and they almost forgot they real reason they were there.

"Are you two here to get your dresses?" Zell raised an eyebrow as he eyed the two girls.

"Uhm, yeah... We are..." Noel replied shyly, and got another pleasant glance from Zell.

"Hm, I see. But that isn't the only reason, is it?" Zell smirked and exposed his canine teeth again and the two girls giggle once more.

"No, that's the only reason this time..." Makoto winked and smiled at Zell, who returned the smile before he left.

"Noel, this dance is gonna rule! I can't wait til Saturday." Makoto cheered quietly and hopped for a brief moment.

"Hee Hee, neither can I Makoto. I wonder what Zell will have to wear to the dance, and what will he do?" Noel put her index finger to her chin and looked ceiling-ward to think about the dance.

"Here you two, and don't worry about what the dance will have in store. You'd be better off trying to sleep. Tomorrow the morning rush'll practically kill us... So get some rest." Zell stated as he gave a blue dress to Noel, and an orange dress to Makoto.

"Thank you Zell!" The two girls said in a sing song type manner, then they giggled and dashed back to their room.

"Oh, boy... This'll have chaos written all over it..." Zell sighed and shook his head as he closed the door to his room.

The following morning was even more hectic than what Zell had predicted, the morning rush was practically a riot, and it wasn't going to end so quietly. There was practically every student from the academy waiting in line for breakfast, luckily for Zell and Kazuki, the girls were very on top of things as well.

"Hey, Makoto! We need three trays of meats, and make sure they are all well done. Tsubaki, get Noel and hand out the plates. Hurry!" Zell practically barked and dashed from the kitchen to the counter where the line was multiple times.

"Gotcha VP!" Makoto called and gave a quick salute to the wolf and ran to what she was told. Kazuki was at the counter, he was on the verge of being mauled by the hungry students, but he didn't waver at all.

"Ok, just wait a second. We'll have those in a moment. Who's next? We will have to make another batch of the eggs and biscuits, that'll take a few minutes though…" Kazuki stated simply and moved between the start of the counter and to the seating line a few times. Taking orders and keeping peace was hard when the food went like the wind.

Zell dashed into the kitchen after confirming a few more orders and triggered his special shoes which ignites a large flame and cooked majority of the food in seconds. "Makoto, you've the best balance, go take this food out to them. Ignore any remarks you hear." Zell directed and gave the squirrel the large trays and she jumped over the counter and into the frenzy of hungry students.

This process repeated for five hours, until 11:00. Zell, Kazuki, Makoto, Noel, and Tsubaki were completely done from this one event, most Academy students wouldn't even last three hours in the morning rush before a major event. This proved that these five were something special. The group was in the back of the kitchen resting their legs at this point.

"Whew, that was insane! I didn't even know there were that many students here…" Noel sighed and wiped her head with the sleeve of her shirt.

"Neither did I." Zell stated in agreement, and let out a huge yawn shortly afterward.

"I expected only half of that many, I knew there were a lot of students, but I didn't think that they would all show up today." Tsubaki fanned herself with her hand a she spoke, the heat from the kitchen and running so much was affecting her.

"That was why the Council let us have that extra resting day yesterday…" Kazuki deduced and removed his glasses, closed his eyes, and wiped the steam from them and placed them on his face once more.

"Well, that makes sense. I was wondering why there were two in a row." Makoto chimed and stroked her tail, trying to stop it from frizzing and puffing out even more than what it was.

"Well, there's nothing left to do, except the dishes…" Zell stated and sighed. He rolled up his sleeves and began to run the water in the bathtub sized sink and started the last chore for the morning.

Makoto and Noel both rose from their seats slowly, reluctance apparent in their faces as they went to Zell's side and Noel began to hand him the dishes and Makoto rinsed and dried the ones already washed.

Tsubaki and Kazuki looked at one another and smiled and nodded. They both crept out the kitchen to give the three some alone time.

Makoto looked to the wolf and noticed his eyes were half closed while he washed the dishes, "Hey, Zell… Are you alright? I hope this wasn't that tough on you…" Makoto asked and dried the last dish that was handed to her. She was the only person who knew the effects of the armagus when it was overused in such a secluded area.

"…I-I'm… fine, Makoto." Zell replied with a heavy sigh and dried his hands as the dish water went down the drain noisily.

"Uh, Zell? Let's get you back to your room…" Noel suggested and noticed the wolf boy's eyes were dilating.

"Y-yeah… let's go…" Zell stated and took a step, then dropped to one knee, clasping his head with one hand and trying to support himself with the other.

Makoto and Noel both ran to his side and propped him up on their shoulders. Makoto, being the Beastkin she was, was able to lighten Noel's load a bit. Noel was small, but she was able to handle the weight as well, and so they started toward Zell's and Kazuki's room.

Kazuki and Tsubaki were at the gates and looking at the blue sky, the cool air seemed to relax them both. Kazuki was sitting on a bench that faced the gates, and Tsubaki joined him after looking at her own reflection in the fountain and smiling a bit to herself.

"Well, Kazuki, do you mind if I ask you a question?" Tsubaki asked and turned her head to face the boy.

"Sure, Tsubaki, I'll answer if I can." Kazuki replied with a kind smile.

"Where did you meet Zell, and how long have you two known each other?" Tsubaki asked; she figured this would be the best way to figure out something useful.

"Well…" Kazuki began to speak, and he leaned back and folded his arms behind his head, and crossed one leg over the other as he began to recall his past with his best friend.

"We were orphans. Never got adopted and the orphanage was shut down when we were turning ten years old. The lady that took care of us was really nice, and told us to keep each other safe. We did just that. We always were pals, but we were always on the move. It was either because of people's poor judgment, or the lack of funds. I think Zell's trust in people dwindled after being called a 'filthy beastkin' so many times, and being attacked by mobs, which helped our combat technique. I won't go into further details except for the fact that our struggles helped make our bond as brothers much stronger." Kazuki stated with his eyes closed.

Tsubaki was wide eyed and smiling from ear to ear. "Wow, really? That's so touching…Two brothers against the world…" She sighed and slowly laid her head on his shoulder again. The two sat with each other and enjoyed the day's blue sky for a few hours as they eagerly awaited the coming dance.


	5. Chapter 5

**Chapter 5 – The Dance**

The day of the dance arrived and all of the guys were worried about which of the Duodecim's daughters would be willing to dance with them, all of the boys, that is, except three.

Kazu, Zell, and Carl were sitting at the fountain in front of the academy and looking into the distance. Carl was excited to know that his sister, Ada was going to visit him for the dance, and he'd decided to make his feelings known.

"Well, I just got word from my sister. She said that she'll be able come, and that she's looking forward to meeting you guys."

Zell gave a lazy glance to Carl, "Hm, really? Well I guess I would want to meet the guys who were hanging out with my little brother too… if I were in a situation like this."

Kazu agreed with a nod, "I concur. However, I hope she won't make a scene, like the rest of them do."

Carl quickly caught on to what he'd meant and jumped up from his spot and looked at Zell, "I'm not sure how she'll act toward you Zell, seeing as I haven't met a Beastkin in her presence, but she's really kind and has such a great personality."

Zell stood with a smirk and looked at the setting sun, "Yeah, but people change when I'm around. No worries though, I'm sure she won't be like the girls here." He patted Carl on the head and ruffled his hair. Carl giggled and went to pick up his book from the ground.

Kazu checked his watch and stood as well, "Looks like it's time to get ready. Let's go, you two."

Zell nodded and Carl gave a salute, followed by an "Okay!" and the three went to their dorms to get ready for the night.

Carl dressed himself in a black tuxedo with shorts instead of the usual pants. He had a bowtie on and completed his look with a top hat.

Zell was dressed in a red and black suit, but he wore a red band over the right sleeve's bicep and removed the fedora. His shoes were black on top and red at the soles. He loosened his tie and unbuttoned the topmost button.

Kazu was in a navy blue and white colored version of Valkenhayn's suit, everything was identical, down to the shirt beneath it, the only major difference, if any, was the color of it.

Meanwhile, the girls, Makoto, Noel, and Tsubaki were dressing in their own room as well. Tsubaki was helping Makoto, while Noel observed her slim figure in the mirror with a towel wrapped around her.

Noel held her hair up and tied it into a neat bun with some hair sticking out of the top, "I really hope everything goes well tonight."

Tsubaki agreed, "Me too. But I only hope my example will be enough to those higher up little immature girls to start acting their age."

Makoto took a deep breath to calm herself of the pre dance jitters before she added, "But people of older age tend to ridicule Beastkin a lot more than little kids do Tsubaki, so wouldn't you mean for them to act like babies?"

Noel giggled and proceeded to her dress, which was a blue strapless dress that exposed her brief breast cleavage and stopped at her lower shins to expose her pale blue heels. Tsubaki scoffed at the remark and said, "Makoto, you know what I meant. I'm just trying to get you and Noel some respect from your fellow piers."

Makoto rolled her eyes and put her hands on her hips, "Yeah, yeah, I follow you, but they won't grow up and accept facts. You and I both know this." Makoto looked at her dress and noticed that the tailor made the specified adjustments and smiled, grateful that someone acknowledged her wishes. The dress was an orange Cheongsam dress which hugs Makoto's figure very nicely, and allowed her tail to be visible as well without cutting the circulation from the tail to the body.

"It's pretty sad, but very true." Tsubaki sighed and approached her closet and pulled out a dress that was a very light pink color and shared a design with her Astral Heat attire.

The three friends said nothing for the remainder of the time they spent in their room getting ready. Makoto finished up her looks by combing her hair a bit more. Tsubaki tied her hair behind her in a ponytail. Noel looked at the two and smiled.

"Aw, you guys always look so pretty…"

Tsubaki had a surprised look on her face, "Really? Well, thanks Noel. You look nice too."

Makoto chimed in as well, "Yeah, we all do, right?"

Noel looked at Tsubaki, then she looked at Makoto, then finally turned to the mirror and looked down, as if to hint at her lack of an upper figure. Makoto approached the shy girl and gave her a nice smile.

"You don't need boobs to look nice, Noel. I'm sure someone else will think the same thing too. Now don't worry about it." Makoto patted Noel on her back and turned to Tsubaki.

"Okay, now we need to head out or we'll be late." Tsubaki interjected with her calm and mature demeanor turned out to the max.

The room used for the dance was one of the conference rooms, which were rooms large enough to hold several houses within and still have space left over, and had a balcony just for good measure. The balcony overlooked the city and held a great view. The room was decorated in a way that resembled something from a fairy tale. The lights were lit in a way that made the entire room appear as though it were sitting under the full moon. The ambiance of the large room was cool and relaxing, something that was perfect for mingling. The students flooded in the front doors and began to converse with one another. However, three of the students came later than the rest.

"Heh, looks like they managed to clean up like I'd hoped." Zell noted as he observed the friendly atmosphere of the dance.

"I didn't think they would do it, but again, you never cease to amaze me, man." Kazu smirked and pushed his glasses up onto his face.

"Yes, excellent work, now if only I could find my sister…" Carl looked around and frowned slightly.

Zell noticed the change in Carl's behavior and gave him a bit of advice, "If you want to find your sister, you could check by the refreshments. Most lost people usually wander around and end up there you know."

Carl heeded the wolf's words and headed in the direction of the refreshments, and right after that, Kazu was swept away by a set of five girls, which left Zell indefinitely alone.

The wolf boy folded his arms and headed for a vacant spot on the wall, "It's all because I'm a Beastkin…" He furrowed his brow and tilted his head downward, "Whatever, it's their loss anyway." He scoffed and began to glare hell into the ground beneath his feet.

Standing at the refreshment table was a young female who looked to be around eighteen or nineteen. She had slightly long faded blonde hair, her eyes were a soft shade of blue, and she wore a navy dress with vertical light blue stripes. She was Carl's older sister, Ada.

Carl spotted his sister and waved her in his direction, when she spotted her little brother; she scooped him into her arms and gave him a soft kiss on the cheek.

"My, my Carl, you look very cute tonight." Ada smiled and held her brother's hand as she placed him back on the floor.

"Really? Well it's nothing compared to you sis." Carl beamed at his older sister, who was about twice his own height.

Ada giggled at her little brother's compliment and stood up and gave the large conference room a once over, as if she was looking for someone, which she was. "Um, Carl? Where are those boys you told me so much about?"

Carl immediately remembered the primary reason for Ada's arrival, "Oh! They went out to dance with some of the others here. Come on sis. I'll find them and introduce you." He grabbed his sister's hands and proceeded into the now swelling crowd of dancing teens, and back to the area where Zell was last seen, hoping the wolf boy was still occupying the wall like he'd often times did.

Tsubaki and the girls were wrapped up in the music, but she was enjoying it more than Noel and Makoto were. Noel seemed a bit off beat and got pushed around and eventually she was pushed out of the crown and just decided to sit in sad contemplation and began to wonder why she'd been so excited to look like a fool. Makoto, on the other hand was enjoying the music when she could, but kept hearing the other students murmur about how her tail was bothering them. Makoto stopped dancing when she'd caught a pair's conversation.

"Hey, did you know that Beastkin usually have at least seven guys on the same girl?" The girl of the couple whispered.

"Yeah, I also heard that the girls go on for days without stopping… especially the squirrel types." The male replied and snickered devilishly as Makoto turned around, obviously ashamed about what she'd heard.

"And what's more is that they are regular sluts and easy to get into." The girl added and stuck the verbal knife deeper to further Makoto's racial complexes.

Makoto forced her way through the crowd and tried to get their rather suggestive and degrading comments out of her mind, without lashing out and beating everyone to a pulp, and found Noel sitting down, on the verge of tears.

Makoto took a seat right next to Noel and placed a hand on the crying girl's shoulder, "Hey, Noel, don't be so sad. You did nothing wrong, they're just mean spirited bastards that don't do anything more than bitch about stuff that's better than they are…" Makoto paused and nodded at her choice of words.

Noel didn't raise her head from the table, but her crying stopped and was now just a soft weep as she replied, "But Makoto, I'm not good at anything and they won't ever let me forget that. I worked really hard to get my parents' social status back… and I tried so hard to impress everyone. No one even likes me here…"

Makoto was about to reply but a voice cut into their conversation, "I beg to differ, Noel. I like you, and Makoto likes you. Tsubaki and Carl and Kazu like you. So you can't say that no one likes you."

Both girls snapped up to find Zell with his usual blank face and apathetic stare, but something was in his eyes. Zell smirked halfway and picked Noel up as if she weighed next to nothing. Noel gave a soft yelp of surprise as he'd lifted her up and took her seat, then placed her on his lap, sitting her so that she faced Makoto and leaned her head on his chest. Noel was blushing a bit now, and she was smiling very faintly.

Carl, who was a bit of a distance away from the three, spotted them and guided his sister over to meet them. Zell was the first to stop them, "Hey you two look who's here."

Makoto looked up and was the first to greet Carl and Ada, "Little Carl! You look so cute, like always. And who's this?"

Carl beamed and replied, "Well, Makoto, this is my big sister Ada." He turned to Ada and said, "Ada this is one of my friends, Makoto Nanaya."

Ada smiled and extended her hand to Makoto, "It's a pleasure to meet you, Makoto."

Makoto shook the older sibling's hand, "Same to you Ada."

Carl looked beyond the two girls and saw Zell and Noel. He'd tapped Ada and pointed to the now approaching Zell and lead her to him.

"Here he is, well here is one of them at least. Sis this guy here is Zell and the girl next to him is Noel Vermillion." Carl introduced the two to his sister and smiled again. "Zell, Noel, this is my big sister, Ada. I told her a lot about you guys."

Zell offered his hand first, and put on a friendly smile, hiding his sharp canine teeth as well. "Ada, it's a pleasure to meet you. Little Carl has told us all kinds of things about you."

Ada smiled as she shook the wolf boy's hand, "Likewise, and Carl talks so much about you, it kind of makes me jealous."

Zell gave a soft laugh at the joke and the others joined in, and that was when Tsubaki and Kazu came over to the group.

Carl did the introductions once again, not forgetting to mention that Kazu was as good a big brother as Zell, and then went with his sister to dance. Makoto jumped up and grabbed Zell's arm and yanked him over to the dance floor. Tsubaki politely asked Kazu for a few dances and he'd complied with her request, and again Noel was stuck by herself, but this time she'd watched Makoto and Zell dancing to a few fast paced songs, wishing she were the one dancing with him.

Time seemed to go by at random rates for each of the partygoers, but soon it was time for the last dance. Since Makoto danced with him for the majority of the night, it was only fair to allow Noel to get the last dance.

When the last dance was announced, Zell had appeared as though he'd come from thin air. He offered his and to Noel and smirked a bit, "May I have this dance, Noel?"

The young Vermillion girl brightened up as she took his hand and replied, "Yes, I'd like that." Then she walked with him to the dance floor.

Makoto sat and pouted as she'd realized that the last dance was the most important dance, and she'd just given Noel the ability to have the last dance because she'd hogged their person of interest the entire night.

The soft and gentle piano began to play, it was the introduction of the song "Stardust Memory ~Place of Promise~". As the song started, the many couples, or pairs for the dance formed a circle and the spotlights shone on both Tsubaki and Noel, which meant they'd have to be in the center. Noel blushed a bit, and looked to Zell.

"Don't be nervous. Just follow my lead." He spoke rather softly as he lead her to the center, and met with Tsubaki and Kazu there.

Noel placed one hand on Zell's shoulder and the other in his corresponding hand, following after he'd placed his right hand on her waist and she began to follow him in slow sweeping dance motions. Tsubaki and Kazu were doing the same. Kazu performed an elegant twirling of Tsubaki, spinning her slowly and easing her back into his arms. Zell rotated Noel in a similar manner, except he'd brought her back to his chest and wrapped their arms together as they continued the dance and eventually did another rotation to bring her back to the original position, and had done several other variations throughout the remainder of the song. When the song had finally slowed to the end, Noel had her body close to Zell's and he'd had his arms around her, one cradling her head and feeling her silky hair, and the other was around her waist. Zell looked down at her admirably, and she'd looked up into his eyes the same way, and noticed there was a gentle glow in them and she kept his gaze until the song finally came to an end.


	6. Chapter 6

**Chapter 6 – Going Away**

"Hey, has anyone seen Zell?" Makoto asked as she approached the cafeteria table where Tsubaki, Noel and Kazu were sitting.

"I haven't seen him since our project last week…" Noel replied first, right after she had stuffed a large meat bun in her mouth.

Tsubaki shook her head, "I haven't seen him since our assignment last week, either. Maybe he's sick?"

Makoto shook her head, "Zell doesn't get sick… He might have a day or two when he doesn't want to be bothered, but I don't think it would last this long…" She placed her tray at the table and sighed. "I got a letter back from my family. They wanted to meet him, and you guys too. You don't mind if I send them a photo of us all together, do ya?"

The other two girls shrugged, Tsubaki smiled, "I think it'd be nice to send them one."

Noel nodded, "Me too. You should do that Makoto."

The squirrel girl grinned, "I will. I just need to find a few photos with us in them. Hey, Kazu, you wouldn't happen to have…" She turned to look for Kazu, only to see him walking out of the cafeteria.

Makoto narrowed her eyes as she spotted the silent boy and she grew more suspicious when she caught his gaze just before he left the area. "…Okay, it looks like lunchtime is over. We're gonna get some answers… That was waay too suspicious just now… I'm goin' after him."

Tsubaki and Noel looked confused, but hastily cleaned the plates from the table before following Makoto out of the cafeteria. When they reached her, she had stopped Kazu and was questioning him.

"Alright Kazu, you're like Zell's brother, tell us what's going on."

Kazu shook his head coolly and replied plainly, "I promised not to tell. I'm sorry Makoto… I know you care, but I'm sure he'll be fine."

Makoto sighed, "Still doesn't answer my question. What is going on with him? He's been kinda distant these past few weeks, right after Carl left, and then he just disappears? Something is going on, and I'd very much like to know what it is."

Kazu shook his head, "I won't go back on my word. I can't. I'm sorry Makoto…"

Makoto huffed and yelled, then Tsubaki and Noel came running down the hall. "Makoto, what's the matter?"

Makoto gave a defeated sigh, "I think Zell might be dropping out…"

Noel gasped and looked hurt. Tsubaki looked shocked. Noel asked, "Are you sure, Makoto?"

Makoto shrugged, "I can't say for sure, but if he was still here, then Kazu wouldn't be keeping a secret for him…"

Tsubaki and Noel looked at the guy in question, and before they could say anything, Jin walked out of a nearby class room. Makoto got the student president's attention with no effort at all.

"We can just ask Jin. He's the president, so he might know something about it!"

Jin raised a brow, "What are you talking about now?"

Makoto approached him, "Jin, I have to ask if you know about a… missing student? It's Zell, and we haven't seen him or heard from him in about two weeks…"

Jin raised a brow, "…He's missing? I just figured it was something like a cold…"

Tsubaki approached the young man, "Jin, we all know that it doesn't take a week for a beastkin to recover from an illness like that. We have reason to believe that he has…" Tsubaki stopped, pausing to find the appropriate word, and she stole a glance at Noel, who seemed to be shrinking into herself before Tsubaki whispered the next phrase to Jin, "…dropped out..."

Jin's eyes widened, only because it was Tsubaki. "Oh! Really? Well… I can go check the surveillance footage and see if anyone has seen anything. I'll report back to you by tonight."

Tsubaki smiled a nodded curtly, "it's much appreciated, Jin. Thank you."

Jin nodded and walked past the trio of girls, "It's nothing Tsubaki. Just keep doing your best."

When Jin disappeared from the hall, Kazu sighed and face palmed. He forgot to remind Zell about the surveillance system. "Crap… well; the news would have gotten out anyway. So I guess now would be just as good as later to do this…"

The statement got all of the girls' attention, especially Noel. She slowly walked to Kazu with her hands holding them so they were to her chest. "So… he left, didn't he?"

Kazu couldn't bring himself to look the blonde girl in they eye, she was so fragile, that it was crazy. He sighed and nodded slightly. Noel's eyebrows furrowed and she stumbled back like she was punched in her stomach. She wrapped her arms around herself and she shook her head. Once her back met with the wall, she slid down onto her behind and began to mumble something to herself over and over.

Makoto looked at her friend and went to her side, trying to calm her down, while Tsubaki tried to get some more information from her boyfriend.

Later that day, Jin knocked on the girls' door and Makoto answered, she was dressed in a hooded sweatshirt and fitted jeans with sneakers. "Hey there, Mr. President, What have ya got for us today?"

Jin chuckled then immediately returned to business, "Makoto, tell the girls that he's been spotted in the lower levels of the city. He was just sighted not too long ago, so if you act now, you might be able to get to him. Let the girls know before you leave. Good luck."

Makoto saluted the student president, "Sir! Yes sir! I have permission to engage?"

Jin nodded, "That you do. You are authorized to do whatever you can to bring him back. Dismissed."

Makoto nodded and retreated into her dorm, not long after that was she heard relaying the information that she had been given.

"Makoto, please, don't hurt him… okay?" Noel pleaded weakly, she had been crying for a little bit and it showed from her nose glowing bright red.

"I won't Noel. I promise. But I will bring him back so he can at least do it properly." Makoto gave her friend a reassuring grin, which was returned almost instantly and with a hug.

Tsubaki shook her head and smiled at the two girls. "You two are something else. Well Makoto, good luck out there. Be careful too. I heard that there might be a storm coming."

Makoto nodded, "Gotcha, big sis. I'll be careful and I'll be back before you know it. Toodles!"

The squirrel waved at the two girls she shared a dorm with and she closed the main door behind her. As she snuck out the school, the only thing that was on her mind was him…

_**That same night…**_

Makoto hit the ground with her bare fist, leaving a lot of crunched metal beneath as she raised her fist. She was serous for once and she had grim look on her face as tears spilled gently from her eyes. Zell jumped back and avoided the attack easily and folded his arms.

"Why are you leaving!?" Makoto yelled, she was in a boxer's stance and shuffled her feet lightly to get ready for her next attack.

Zell shook his head, "Nothing's been going well here at all. I knew it would be bad, but this is ridiculous…"

Makoto pouted and ran toward him, "Why? Just stay here for Noel and me…" She stomped the metal beneath them, denting it, and she attempted another punch at the guy she'd had a strange attachment to.

Zell turned around to face her, and just as the attack was close to connecting, he grabbed her fist and kicked her into the metallic wall behind them. They were in the lower levels of Torifune and no one knew they were there except for Kazu, Noel, Jin and Tsubaki.

Makoto hit the wall and put a dent in it. She slid from the hole and dropped to her knees. He'd always been better than her… he was her rival, after all. She rose shakily and was on one knee then struggled to her full height. She wiped her cheek and spit a small bit of blood from her mouth and clenched her fists tighter.

"I'm not letting you go that easily you know…" She got his attention once more and caught him in his chest with a left straight punch.

Zell had slid back a bit and Makoto continued her assault, with a barrage of rights and lefts, a 20 hit combo which she ended with a heavy right straight punch. Her fists were glowing red and possibly bleeding as she'd been hitting nothing more than metal since she gave chase to the wolf beastkin who threatened to destroy hers and Noel's already fragile hearts. Makoto didn't want to admit that she'd wanted him to stay as well, seeing as they had a lot in common, she didn't want to feel alone either.

Zell slumped after taking the last punch Makoto had to give in the combo and he charged at her. He kneed her in the stomach first, then gave her an uppercut to her chin, knocking her into the air a bit. He jumped and gave her a spinning kick to her stomach and she dented an old trash can. He landed smoothly and walked over to her injured and crumpled form. He grabbed her by her uniform and hoisted her well out of her reach of the floor. His neon red eyes looked at her face; she was bleeding from her forehead and mouth. He shoved her into the wall and glared at her, she was still breathing, but she didn't open her eyes.

"Why does it matter what I do? There's nothing there for me. I've grown bored with it… Leave me alone and you'll be able to graduate, maybe."

Makoto opened one eye; a tear came down, "I'll still be alone… I didn't think I'd meet someone like you… someone that I could truly… no… you're my other best friend… you promised, remember?"

Zell grunted, narrowed his eyes and shook his head, "I can't keep that promise. I won't be able to. I'm sorry Mako-chan…"

Makoto opened both of her eyes and she wept as he hemmed her on the wall, "Why? You're so mean… you're just as bad as everyone else… I wrote all about you to my family and everything… grandma said she'd like to meet you one day… my mom even said she wanted to… but…"

Zell stopped her from continuing, he tossed her a bit and she yelped then he pulled her by her torn uniform into his arms. She reluctantly wrapped her arms around him as well, but she was shaking.

"Noel doesn't want you to leave… I don't want you to leave… Please, stay… graduation isn't that far away…"

Zell shook his head, "I'm not staying Makoto… I'll see you all later… okay?"

Makoto pushed herself from him and dropped to her feet, "You're still leaving? Oh come on!" she was practically crying now, "If you leave now then we'll be on opposite sides of the law! I don't want to have to fight you again… we've never gotten a chance for tag team matches either…" She stomped and approached him, he'd stepped back as if it was instinct, but his face was neutral.

"Zell, if you leave, you'll hurt so many people… just like Carl did…" she covered her face with her hands and wiped her eyes.

"I can't… this is to help Carl… he's lost his sister and I'm going to help him find her…" he summoned his twin lever-action sword revolvers; both were light sapphire in color on the outside but the insides were a deep red and the other was a deep dark blue, the weapons were named Imiteshondorimu Ken: Yonbun'nosan no Tsuki*.

Makoto looked shocked, "Artificial causality weapons!? B-but…"

"Makoto, leave or I'll do my best not to kill you…"

She shook her head, "No. I'm not letting you leave…" she assumed her stance once more and a pair of cross shaped tonfas appeared on her arms.

Zell pointed the right, white blade, at her, "Then I'm going to apologize in advance for this…"

Makoto nodded smugly, "I'll be apologizing too then."

The two beastkins charged at each other in the narrow alleyway.

The sounds of clashing and tearing metal echoed for a brief moment, then there was rain.

Later on, about a week and a few days, Makoto woke up in the infirmary and blinked multiple times. The bright white of the hospital styled room burned to her retinas. She lay in the bed, blinking for a moment, then she shot up, her entire body being wracked with pain from the sudden action. She didn't know that the others, Jin, Kazu, Tsubaki, and Noel were there.

Noel was on her side first, "Makoto! You're hurt…"

Tsubaki shook her head and pressed on Makoto lightly to lay her back down, but even when injured, the squirrel was tough. "Makoto, lay back down! You aren't fully healed yet…"

Kazu and Jin simply looked on. Kazu fixed his glasses and left the room in silence, he knew something. Makoto finally lay down and Jin looked at her, "You fulfilled your mission… you did the best you could. Good Job, Makoto Nanaya." Jin took his leave as well, leaving the three girls there alone.

Noel looked at Makoto, "…You couldn't stop him… could you…?"

Makoto looked at the girl and slowly shook her head, "I-I'm sorry Noel… I did the best I could…"

Tsubaki placed a caring hand on Noel. Noel's body slowly began to tremble and shake. She had actually lost someone she cared about and she never told him how she actually felt.

Tsubaki sighed and lowered her head, as if to acknowledge a death, "…Noel… I'm sorry…"

Noel slowly covered her face and she sat on Makoto's bed. She began to weep slightly.

Makoto took a pained deep breath, "Noel… He said he wanted me to tell you something though…"

Noel's weeping got quieter then she looked at the squirrel. "…What… what did he say?"

Makoto smiled at her best friend, "He…" she grunted and sat up once again, albeit this time, she wasn't sitting up as high, "He said… that he'll come and see us when he can…"

Noel smiled a bit, she was happy to know that someone wouldn't forget her.

Noel hugged her friend and the two of them began laugh a bit, Tsubaki was watching the two and she giggle a little bit as well before she joined in on the hug.

Outside the infirmary, Kazu was staring at the moon in the cloudless night sky. He inhaled deeply and sighed. "Zell, you'd better not die… We're still a team… aren't we?"

*A/N – Zell's weapons translate to: Imitation Dream Blades: Three Quarters Moon.

It's been over a year since I updated this story... For that, I apologize.


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